<PAGE>

================================================================================

                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                   FORM 10-QSB

(MARK ONE)
   [ ]   QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934
         For the quarterly period ended June 30, 2007

   [ ]   TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
         ACT OF 1934
         For the transition period from __________ to __________

                        Commission File Number 000-28585

                               Mobile Nation, Inc.
                        (formerly Wolfstone Corporation)
                 (Name of small business issuer in its charter)

            Nevada                                               68-0427395
-------------------------------                               ----------------
(State or other jurisdiction of                               (I.R.S. Employer
 incorporation or organization)                              Identification No.)

                              2638 Pershing Circle
                               Henderson, NV 89074
                     --------------------------------------
                    (Address of principal executive offices)

         Issuer's telephone number (including area code): (702) 914-9824

         Check whether the issuer: (1) filed all reports required to be filed by
Section 13 or 15(d) of the Exchange Act during the past 12 months (or for such
shorter period that registrant was required to file such reports), and (2) has
been subject to such filing requirements for the past 90 days. Yes [X] No [ ]

         The number of shares outstanding of the registrant's only class of
common stock, $0.001 par value per share, was 573,500 shares as of July 23,
2007.

================================================================================

<PAGE>

                         PART I - FINANCIAL INFORMATION

                                                                            PAGE
                                                                            ----

ITEM 1.  FINANCIAL STATEMENTS

         Item 1.  Financial Statements.......................................F-1
                  Balance Sheet (unaudited)..................................F-1
                  Statements of Operations (unaudited).......................F-2
                  Statements of Cash Flows (unaudited).......................F-3
                  Notes to Financial Statements..........................F-4-F-7

         Item 2.  Management's Discussion and Analysis of Plan
                    of Operation...............................................4

         Item 3.  Controls and Procedures......................................9

PART II. OTHER INFORMATION

         Item 1.  Legal Proceedings...........................................10

         Item 2.  Changes in Securities and Use of Proceeds...................10

         Item 3.  Defaults upon Senior Securities.............................10

         Item 4.  Submission of Matters to a Vote
                    of Security Holders.......................................10

         Item 5.  Other Information...........................................10

         Item 6.  Exhibits and Reports on Form 8-K............................11

         Signatures...........................................................12

<PAGE>
<TABLE>

PART I.  FINANCIAL INFORMATION

                               MOBILE NATION, INC
                          (A DEVELOPMENT STAGE COMPANY)

                                  BALANCE SHEET
                                  -------------

                                  June 30, 2007
                                  -------------

                                     Assets
                                     ------

Current assets:

        Cash                                                       $     54,717
        Prepaid expenses                                                 25,000
                                                                   -------------
Total assets                                                       $     79,717
                                                                   =============

                 Liabilities and Stockholders' Equity (Deficit)
                 ----------------------------------------------

Current liabilities:

   Accounts payable, trade                                         $     10,000
   Accrued interest, related parties                                     48,049
   Advance, M633, non-refundable deposit                                105,000
   Convertible note payable, AFG, a related party                        75,000
   Note payable, directors                                               25,000
   Note payable, AFG, a related party                                    62,500
                                                                   -------------
Total current liabilities                                               325,549
                                                                   -------------


Commitments and contingencies                                                 -

Stockholders' Equity (Deficit):

  Preferred stock, 10,000 shares authorized,
        no shares issued and outstanding, no
        rights or privileges designated                                       -
  Common stock, $.001 par value, 20,000,000
        shares authorized, 573,500 shares
        issued and outstanding                                              574
        Paid-in capital in excess of par                                221,960
        Deficit accumulated during the
        development stage                                              (468,366)
                                                                   -------------
Total Stockholder's Equity (Deficit)                                   (245,832)
                                                                   -------------
Total Liabilities and
Stockholder's Equity (Deficit)                                     $     79,717
                                                                   =============


    The accompanying notes are an integral part of the financial statements.

                                       F-1
<PAGE>

                                            MOBILE NATION, INC
                                      (A DEVELOPMENT STAGE COMPANY)

                                         STATEMENTS OF OPERATIONS
                                         ------------------------


                                                                   For the                     From
                                                              Three months ended          March 15, 1990
                                                                   June 30,               (Inception) to
                                                            2007             2006          June 30, 2007
                                                        ------------     ------------      -------------
                                                         (unaudited)      (unaudited)       (unaudited)
<S>                                                     <C>              <C>               <C>
Revenues                                                $         -      $         -       $          -

Operating expenses:

      General and administrative                             13,686           10,870            419,779
                                                        ------------     ------------      -------------
Operating loss                                              (13,686)         (10,870)          (419,779)

Other income (expense):

      Merger income                                               -                -             60,000
      Merger expense                                              -                -            (55,000)
      Interest expense                                       (3,787)          (4,737)           (53,587)
                                                        ------------     ------------      -------------
Other income (expense)                                       (3,787)          (4,737)           (48,587)

Income (loss) before provisions
for income taxes                                            (17,473)         (15,607)          (468,366)

Provisions for income taxes                                       -                -                  -
                                                        ------------     ------------      -------------
Net loss                                                $   (17,473)         (15,607)      $   (468,366)
                                                        ============     ============      =============

Net loss per share:

      Basic                                             $    (0.030)     $    (0.027)
      Diluted                                           $    (0.030)     $    (0.027)

Weighted Shares Outstanding

      Basic                                                 573,500          573,500
      Diluted                                               573,500          573,500


                   The accompanying notes are an integral part of the financial statements.

                                                   F-2
<PAGE>

                                            MOBILE NATION, INC
                                      (A Development Stage Company)

                                         STATEMENTS OF CASH FLOWS
                                         ------------------------


                                                                  For the                      From
                                                             Three months ended           March 15, 1990
                                                                  June 30,                (Inception) to
                                                            2007             2006          June 30, 2007
                                                        ------------     ------------      -------------
                                                         (unaudited)      (unaudited)       (unaudited)
Cash flows from operating activities:

    Net loss                                            $   (17,473)     $   (15,607)      $   (468,366)
Adjustment to reconcile net income(loss)
to net cash used in operating activities:
      Fair value of salaries donated as capital                   -                -            151,500
      Common stock issued for services                            -                -             25,053
     (Increase) decrease in prepaid expenses                      -                -            (25,000)
      Increase (decrease) in accounts payable                10,000            5,884             10,000
      Increase (decrease) in accrued interest                (1,751)           4,738             48,049
                                                        ------------     ------------      -------------
     Net cash used in operating activities                   (9,224)          (4,985)          (258,764)
                                                        ------------     ------------      -------------

Cash flows from investing activities:

     Net cash provided by investing activities                    -                -                  -
                                                        ------------     ------------      -------------
Cash flows from financing activities:
      Advances from stockholders                                  -                -             22,725
      Contributed capital                                         -                -             23,256
      Proceeds from non-refundable deposits, M633             5,000                -            105,000
      Proceeds from note payable, AFG                             -                -             82,500
      Repayments of note payable, AFG                             -                -            (20,000)
      Proceeds from convertible note payable                      -                -             77,500
      Repayments of convertible note payable                      -                -             (2,700)
      Proceeds from note payable, directors                       -           10,000             67,500
      Repayment of note payable, directors                        -                -            (42,500)
                                                        ------------     ------------      -------------
     Net cash provided by financing activities                5,000           10,000            313,481
                                                        ------------     ------------      -------------
Net increase (decrease) in cash                              (4,224)           5,015             54,717

Cash at beginning of period                                  58,941            1,272                  -
                                                        ------------     ------------      -------------
Cash at end of period                                   $    54,717      $     6,287       $     54,717
                                                        ============     ============      =============


                 The accompanying notes are an integral part of the financial statements.

                                                   F-3
</TABLE>
<PAGE>

MOBILE NATION, INC.
FORMERLY WOLFSTONE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS

1.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Organization and business

Mobile Nation, Inc. (the Company) was incorporated in the state of Delaware on
March 15, 1990 under the name Integrated Direct, Inc. (IDI). IDI operated a
direct mail business until it filed for protection under Chapter 11 of the
bankruptcy code on September 22, 1992. On June 8, 1994, the case was converted
to Chapter 7 and on December 17, 1998 IDI was discharged from its debts and it
emerged from bankruptcy. On February 23, 1999, IDI reincorporated in the state
of Nevada and issued 40 common stock shares (295,408 pre split) (See "Stock
Splits" below)in exchange for all of the 5,905,735 common stock shares of IDI,
effecting a 20 to 1 reverse stock split and changing its domicile from Delaware
to Nevada. On that date, IDI changed its name to Wolfstone Corporation
(Wolfstone). There were no assets or liabilities of IDI prior to this
transaction. Between April 1999, and August 2003, Wolfstone attempted three
merger/acquisitions but was not able to raise sufficient capital to support the
transactions. In June 2003, an attempted merger with Mobile Nation, Inc. was
established by issuing 4,000,000 shares of common stock. Mobile Nation, Inc.'s
management assumed substantial control of Wolfstone and the Company's name was
changed to Mobile Nation, Inc. In October 2003, the parties in the above
transaction returned 3,520,000 securities issued with no claims or rights to the
assets optioned in the original plan, effectively rescinding the transaction.
The Company is in the development stage and is currently assessing various
business options and strategies.

2.   BASIS OF PRESENTATION

The accompanying unaudited financial statements and related footnotes have been
prepared in accordance with accounting principles generally accepted in the
United States of America for interim financial statements and pursuant to the
rules and regulations of the Securities and Exchange Commission for Form 10QSB.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with the above accounting principles have been
condensed or omitted pursuant to such rules and regulations, although the
Company believes that the disclosures are adequate to make the information
presented not misleading. Accordingly, they do not include all of the
information and footnotes required by accounting principles generally accepted
in the United States of America for complete financial statements.

In the opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included. For
further information read the financial statements and footnotes thereto included
in the Company's Annual Report on Form 10-KSB for the year ended March 31, 2007.
The results of operations for the three months ended June 30, 2007, are not
necessarily indicative of the operating results that may be expected for the
year ending March 31, 2008.

These financial statements have been prepared in accordance with generally
accepted accounting principles applicable to a going concern that contemplates
the realization of assets and the satisfaction of liabilities and commitments in
the normal course of business. As of June 30, 2007, the Company has not
recognized any substantial revenue to date (Note 5) and has accumulated
operating losses of approximately $468,366 since its inception. The Company's
ability to continue as a going concern is contingent upon the successful
completion of additional financing arrangements and its ability to achieve and
maintain profitable operations. Management plans to raise equity capital to
finance the operating and capital requirements of the Company. Amounts raised
will be used for further development of the Company's products, to provide
financing for marketing and promotion, to secure additional property and
equipment, and for other working capital purposes. While the Company is
expending its best efforts to achieve the above plans, there is no assurance
that any such activity will generate funds that will be available for
operations.

                                       F-4
<PAGE>

MOBILE NATION, INC.
FORMERLY WOLFSTONE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS

These conditions raise substantial doubt about the Company's ability to continue
as a going concern. These financial statements do not include any adjustments
that might arise from this uncertainty.

Development stage activities

Since the Company's bankruptcy filing in September 1992, the Company has not
conducted any business operations. All of the Company's operating results and
cash flows reported in the accompanying financial statements from its inception
are considered to be those related to development stage activities and represent
the 'cumulative from inception' amounts from its development stage activities
required to be reported pursuant to Statements of Financial Accounting Standards
(SFAS) No. 7, Development Stage Enterprises.

Use of Estimates

In preparing financial statements in conformity with accounting principles
generally accepted in the United States of America, management is required to
make estimates and assumptions that effect the reported amounts of assets and
liabilities and the disclosure of contingent assets and liabilities at the date
of the financial statements and revenues and expenses during the reporting
period. Actual results could differ from those estimates.

Recent accounting pronouncements

Management does not believe that any recently issued, but not yet effective,
accounting pronouncements if currently adopted would have a material effect on
the accompanying financial statements.

3.   RELATED PARTY TRANSACTIONS

Advances from stockholder

During the period March 15, 1990 (inception) through June 30, 2007, the Company
received $22,725 of non-interest bearing advances from its
stockholders/officers. The advances were due upon demand as funds were available
and were unsecured. On March 31, 2003 all of these advances were contributed to
the Company as additional paid-in capital.

Notes payable, directors

During the year ended March 31, 2004, the Company received $50,000 from a
director. This note bears interest at 6% per annum, is unsecured and had an
original due date of December 31, 2005. On January 4, 2007, this note was
renewed with the same terms and a due date of December 31, 2007. On March 12,
2007 a payment of $25,000 was made on the principal amount. As of June 30, 2007,
accrued interest payable totaled $10,500.

During the year ended March 31, 2005, the Company received $5,000 from the
Company's President and director. This note had an interest of 8% per annum, was
unsecured and had an original due date of December 31, 2005. On January 25,
2007, the principal amount of the note was paid in full. The interest was paid
in full in May 2007.

During the year ended March 31, 2006, the Company received $2,500 from the
Company's President and director. This note had an interest of 10% per annum,
was unsecured and due on or before December 31, 2006. On January 25, 2007, the
principal amount of the note was paid in full. The interest was paid in full in
May 2007.

In April 2006, the Company received $10,000 from the Company's president and
director. This note had an interest of 10% per annum, was unsecured and was due
on or before December 31, 2006. On January 25, 2007, the principal amount of the
note was paid in full. The interest was paid in full in May 2007.

                                       F-5
<PAGE>

MOBILE NATION, INC.
FORMERLY WOLFSTONE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS

Notes payable, AFG

During the year ended March 31, 2005, the Company received a total of $17,500
from Affinity Financial Group, Inc. (AFG). AFG is wholly owned by Rex A. Morden,
a director and officer of the Company. The notes have an interest of 8% per
annum, are unsecured and had an original due date of December 31, 2005. On
January 4, 2007, this note was renewed with the same terms and a due date of
December 31, 2007. On January 25, 2007, a payment of $12,500 was applied to the
principal amount. At June 30, 2007, accrued interest payable totaled $3,484

During the year ended March 31, 2006, the Company received and repaid a total of
$7,500 from AFG. The note bears interest at 8% per annum, is unsecured and due
on or before December 31, 2006. The interest was paid in full in May 2007.

During the year ended March 31, 2006, the Company received $50,000 from AFG in
exchange for a note payable. The note bears interest at 10% per annum, is
unsecured and due on or before December 31, 2006. On April 12, 2007, this note
was renewed with the same terms and a due date of December 31, 2007. At June 30,
2007, accrued interest payable totaled $6,688.

On July 31, 2006 a note payable (Affinity Note) was issued to Affinity Financial
Group, Inc. for $7,500 loaned to the Company. The Affinity Note was at an
interest rate of ten percent (10%) per annum and had an original due date of
December 31, 2006. On January 4, 2007, this note was renewed with the same terms
and a due date of December 31, 2007. As of June 30, 2007, accrued interest
payable totaled $937.50.

Convertible note payable, AFG

During the year ended March 31, 2004, the Company received $77,700 from AFG in
exchange for a convertible note payable. During the year ended March 31, 2005,
$2,700 of this amount was repaid. The Affinity Note is at an interest rate of
ten percent (10%) per annum. The note is unsecured, due upon demand and is
convertible, at the option of the holder, into common shares at 80% of the then
current market price at any time prior to the repayment of the principal and any
accumulated accrued interest. On January 4, 2007, the due date on this note was
extended to December 31, 2007. At June 30, 2007, accrued interest payable
totaled $29,973.

Consulting agreement with AFG

During the year ended March 31, 2006, AFG billed the Company $25,000 for
consulting fees related to the possible merger with Dental Spas LLC. The Company
paid the balance in full on December 15, 2006.

Potential Merger and Acquisition Candidates

On October 7, 2005, the Company entered into a letter of intent ("LOI") with a
potential merger candidate. In accordance with the terms of the LOI the Company
received a non-refundable deposit in the amount of $10,000. The proposed
transaction was never consummated. The agreement was terminated after a 30 day
time period as outlined in the terms of the agreement. Because the Company
incurred no expenses related to the transaction, the amount was recorded as
other income.

On February 27, 2006, the Company entered into a letter of intent ("LOI") with
Dental Spas LLC., (Dental Spas) as a potential merger candidate. Pursuant to the
terms of the agreement the "LOI" expired on May 1, 2006. The proposed
transaction was never consummated. The agreement was terminated as outlined in
the terms of the agreement.

                                       F-6
<PAGE>

MOBILE NATION, INC.
FORMERLY WOLFSTONE CORPORATION
(A DEVELOPMENT STAGE COMPANY)
NOTES TO FINANCIAL STATEMENTS

On December 8th, 2006, the Company entered into a letter of intent ("LOI") with
The World Series of Golf, Inc., as a potential merger candidate. The Company
received a non-refundable deposit in the amount of $50,000. The agreement "LOI"
expired on March 8th, 2007. The proposed transaction was never consummated. The
agreement was terminated as outlined in the terms of the agreement.

On March 9th, 2007 the Company entered into a letter of intent ("LOI") with
M633, Inc., as a potential merger candidate. In accordance with the terms of the
LOI, the Company received a non-refundable deposit in the amount of $100,000.
The "LOI" expired on June 9th, 2007. However, on June 25, 2007 the Company
agreed to extend the proposed closing date to September 30, 2007 subject to a
non-refundable deposit of $25,000 being paid to the Company on or before July
31, 2007. The Company received an initial payment of $5000 towards the extension
on June 26, 2007 The proposed extension was never consummated and the "LOI"
agreement was terminated on August 2, 2007.

On March 9th, 2007 the Company entered into a finder's fee agreement with
Capital Media Partners, LLC. Mobile Nation paid a fee of $25,000 in connection
with the proposed merger with M633, Inc. Since the sole owner of Capital Media
Partners has become a director of M633, Inc. Pursuant to an agreement between
M633, Inc. and Capital Media Partners, LLC It's been decided by the parties it's
in best interest of the proposed business combination to terminate the
agreement, and Capital Media will receive any compensation connected with the
proposed merger from M633, Inc.

                                       F-7
<PAGE>

Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF PLAN OF OPERATIONS

Company History

The original business of Mobile Nation, Inc. was to operate a direct mail
business and at that time the Company was called Integrated Direct, Inc.
(Integrated Direct), and was incorporated in the state of Delaware on March 15,
1990. Integrated Direct filed for protection under Chapter 11 of the bankruptcy
code on September 22, 1992. On June 8, 1994, the case was converted to Chapter 7
and on December 17, 1998, Integrated Direct was discharged from its debts as it
emerged from bankruptcy. On February 23, 1999, Integrated Direct reincorporated
in the state of Nevada and simultaneously changed its name to Wolfstone
Corporation (Wolfstone). There were no assets or liabilities prior to this
transaction.

Between April 1999 and August 2003, Wolfstone attempted three merger/acquisition
transactions; however, Wolfstone was unable to raise sufficient capital to
support any of these planned mergers or acquisitions. In each instance, the
parties agreed to rescind all of the proposed transactions, with all securities
issued by the parties being returned.

The last aborted merger/acquisition occurred in July 2003 between Wolfstone and
Mobile Nation, Inc., (Mobile Nation); wherein Mobile Nation was issued 4,000,000
shares of common stock. The new business plan for the Company involved the
vision of providing portable wireless broadband services by utilizing "advanced
wireless" technologies. In July 2003, the management of Mobile Nation assumed
substantial control of Wolfstone and the Company's name was changed to Mobile
Nation, Inc.

On July 3, 2003, prior to the Wolfstone Board consummating the merger
transaction with Mobile Nation, Wolfstone affected a 50 to 1 reverse split of
its common stock. The par value and authorized share count of the common stock
was not affected by the reverse split.

In September 2003, Mobile Nation was unable to secure key assets essential to
its original plan of deployment and operations. As a result, on October 13, 2003
the parties to the above purchase transactions returned all the securities
issued with no claims or rights to the assets optioned in the original plan,
effectively rescinding the transaction. With the resigning members of the Board
of Directors continuing to seek the resources from the limited holders of
spectrum required to launch the operation. Because there was no assurance that
the required spectrum would ever become available, these key personnel decided
to leave the Company and to focus on other projects outside the activity of the
Company.

At this same time in October 2003, five of the directors tendered their
resignations. A new director was added to the remaining two-man Board of
Directors to pursue alternative business opportunities, a 10-for-1 stock split
was affected and members of the Board of Directors retained the 480,000 pre-
stock split shares (4,800,000 post split shares) of restricted common stock for
management services rendered and to be rendered over the balance of the calendar
year.

In connection with the rescission of the transaction, a note payable (Affinity
Note) in the amount of $75,000 was issued to Affinity Financial Group, Inc. for
monies loaned to Mobile Nation during this period. The Affinity Note is at an
interest rate of ten percent (10%) per annum and is due in full with all
accumulated interest on December 31, 2007. The Affinity Note is convertible, at
the holder's option, into the Company's common stock at a conversion rate of 80%
of the market price of the stock at the time of the conversion.

On October 27, 2003 a note payable (Gilluly Note) was issued to a Company
director, C.W. Gilluly, for $50,000 loaned to the Company. The Gilluly Note
bears interest at 6% per annum, is unsecured and had an original due date of
December 31, 2005. On January 4, 2007, this note was renewed with the same terms
and a due date of December 31, 2007. A principle payment of $25,000 towards the
principle amount of this note was paid on March 12, 2007.

In November 2003, the new director was granted 200,000 shares post stock split
for services to be rendered for the balance of the calendar year.

                                        4
<PAGE>

On August 10, 2004 a note payable (Affinity Note) was issued to Affinity
Financial Group, Inc. for $5,000 loaned to the Company. The Affinity Note bears
interest at 8% per annum, is unsecured and had an original due date of December
31, 2005. On January 4, 2007, this note was renewed with the same terms and a
due date of December 31, 2007.

On September 24, 2004 a note payable (Morden Note) was issued to a Company
director Rex A. Morden for $5,000 loaned to the Company. The Morden Note is at
an interest rate of eight percent (8%) per annum and is due in full with all
accumulated interest on December 31, 2007. The principle amount of this note was
paid in full on January 25th, 2007.

On February 16, 2005 the board of Directors voted to effect a 1:10 reverse
split, with an effective date of March 1, 2005.

On March 21, 2005 a note payable (Affinity Note) was issued to Affinity
Financial Group, Inc. for $12,500 loaned to the Company. The Affinity Note was
at an interest rate of eight percent (8%) per annum and is due in full with all
accumulated interest on December 31, 2006. The principle amount of this note was
paid in full on January 25th, 2007.

On March 30, 2005 the Company directors adopted a code of ethics.

On September 26, 2005 a note payable (Morden Note) was issued to a Company
director Rex A. Morden for $2,500 loaned to the Company. The Morden Note is an
interest rate of eight percent (8%) per annum and is due in full with all
accumulated interest on December 31, 2007. The principle amount of this note was
paid in full on January 25th, 2007.

On October 7, 2005, the Company entered into a letter of intent ("LOI") with a
potential merger candidate. In accordance with the terms of the LOI the Company
received a non-refundable deposit in the amount of $10,000. The proposed
transaction was never consummated. The agreement was terminated after a 30 day
time period as outlined in the terms of the agreement.

On February 27, 2006, the Company entered into a letter of intent ("LOI") with
Dental Spas LLC., (Dental Spas) as a potential merger candidate. Pursuant to the
terms of the agreement the "LOI" expired on May 1, 2006. The proposed
transaction was never consummated. The agreement was terminated as outlined in
the terms of the agreement.

On February 27, 2006 a note payable (Affinity Note) in the amount of $50,000 was
issued to Affinity Financial Group, Inc. for monies loaned to the Company. The
Affinity Note is at an interest rate of ten percent (10%) per annum and had an
original due date of December 31, 2006. On January 4, 2007, this note was
renewed with the same terms and a due date of December 31, 2007.

On February 28, 2006 Affinity Financial Group, Inc. invoiced the Company $25,000
for consulting fees related to the possible merger with Dental Spas. The balance
due was paid on December 15th, 2006.

On April 25, 2006 a note payable (Morden Note) was issued to a Company director
Rex A. Morden for $10,000 loaned to the Company. The Morden Note was at an
interest rate of ten percent (10%) per annum and was due in full with all
accumulated interest on December 31, 2006. The principle amount of this note was
repaid on January 25, 2007.

On July 31, 2006 a note payable (Affinity Note) was issued to Affinity Financial
Group, Inc. for $7,500 loaned to the Company. The Affinity Note was at an
interest rate of ten percent (10%) per annum and had an original due date of
December 31, 2006. On January 4, 2007, this note was renewed with the same terms
and a due date of December 31, 2007.

On December 8th, 2006, the Company entered into a letter of intent ("LOI") with
The World of Series of Golf, Inc., as a potential merger candidate. In
accordance with the terms of the LOI, the Company received a non-refundable
deposit in the amount of $50,000. The agreement expired on March 8th, 2007. The
Company never received a response to notices, and the proposed transaction was
never consummated. The agreement was terminated as outlined in the terms of the
agreement.

                                        5
<PAGE>

On January 4, 2007 the note holders, Affinity Financial Group, Inc, and C.W.
Gilluly, extend the due dates on all notes to December 31, 2007.

On March 9th, 2007 the Company entered into a letter of intent ("LOI") with
M633, Inc., as a potential merger candidate. In accordance with the terms of the
LOI, the Company received a non-refundable deposit in the amount of $100,000.
The "LOI" expired on June 9th, 2007. However, on June 25, 2007 the Company
agreed to extend the proposed closing date to September 30, 2007. The extension
is subject to a non-refundable deposit of $25,000 being paid to the Company on
or before July 31, 2007. The Company received an initial payment of $5000
towards the extension on June 26, 2007. Once payment is received in full the
Company will execute a new "LOI". The proposed extension was never consummated
and the "LOI" agreement was terminated on August 2, 2007.

On April 12th, 2007 the annual meeting of the shareholders was held. The
majority shareholders re-elected Rex A. Morden as Chairman of the board of
directors, and Chancey White, and Dr. Christopher William Gilluly were
re-elected as Directors for the coming year.

The original Articles of Incorporation of the Company authorized the issuance of
twenty million (20,000,000) shares of common stock. Currently, there are twenty
million (20,000,000) shares of common stock at par value of $0.001 per share.
The Articles of Incorporation of the Company, subsequently amended in March
1999, authorized the issuance of ten thousand (10,000) shares of preferred stock
at par value of $40.00 per share.

Company Overview

We were incorporated in the State of Delaware on March 15, 1990. Because there
was no change in the stockholder ownership interests as a result of the
previously filed bankruptcy proceeding, when we emerged from bankruptcy it did
not qualify for fresh start accounting. Accordingly, we have a limited operating
history upon which an evaluation of our current business and its prospects, can
be based, all of which must be considered in light of the risks, expenses and
problems frequently encountered by all companies in the early stages of
development, and particularly by such companies entering new and rapidly
developing markets. We are considering various business plans and are currently
developing other business strategies.

There can be no assurance that we will have, or create, the ability to manage
our operations, including the ability to meet the amount and timing of capital
expenditures and other costs relating to the expansion of our operations,
compete with the introduction and development of different or more extensive
approaches to the market by direct and indirect our competitors, including those
with greater financial, technical and marketing resources, or overcome our
inability to attract, retain and motivate qualified personnel and address
general economic conditions.

We have not achieved profitability to date, and anticipate that we will continue
to incur losses for the foreseeable future. As of June 30, 2007 we had an
accumulated deficit of $468,366. There can be no assurances that we can achieve
or sustain profitability or that our operating losses will not increase in the
future.

We are currently assessing various options and strategies. The analysis of new
businesses opportunities and evaluating new business strategies will be
undertaken by the board and senior management. In analyzing prospective
businesses opportunities, management will consider, to the extent applicable,
the available technical, financial and managerial resources of any given
business venture. Management will also consider the nature of present and
expected competition; potential advances in research and development or
exploration; the potential for growth and expansion; the likelihood of
sustaining a profit within given time frames; the perceived public recognition
or acceptance of products, services, trade or service marks; name
identification; and other relevant factors. We anticipate that the results of
operations of a specific business venture may not necessarily be indicative of
the potential for future earnings, which may be impacted by a change in
marketing strategies, business expansion, modifying product emphasis, changing
or substantially augmenting management, and other factors.

                                        6
<PAGE>

We will analyze all relevant factors and make a determination based on a
composite of available information, without reliance on any single factor. The
period within which we will decide to participate in a given business venture
cannot be predicted and will depend on certain factors, including the time
involved in identifying businesses, the time required us to complete our
analysis of such businesses, the time required to prepare appropriate
documentation and other circumstances.

Going Concern - We have experienced operating losses since our inception on
March 15, 1990 through the period ended June 30, 2007. The financial statements
have been prepared assuming we will continue to operate as a going concern that
contemplates the realization of assets and the settlement of liabilities in the
normal course of business. No adjustment has been made to the recorded amount of
assets or the recorded amount or classification of liabilities which would be
required if we were unable to continue our operations. (See Financial Footnote
2) We believe we can provide enough funds to operate for the next twelve (12)
months without the need to raise additional capital to meet its obligations in
the normal course of business.

                                        7
<PAGE>

Results of Operations

During the three month period ended June 30, 2007, we did not generate any
substantial revenues (Note 5).

In our most recent three month operating period ended June 30, 2007, we did not
generate any substantial revenues. During the three months ended June 30, 2007
we had no business activity and had a net loss of $15,607 as compared to net
loss $18,561 for the same period ending June 30, 2005. All of these expenses
represented general and administrative expenses, particularly accounting and
audit fees to maintain our reporting status, and accrued interest on note
payable of $3,788 and $4,738 for the quarters ended June 30, 2007 and 2006,
respectively.

Plan of Operation

We have scaled operations down to a minimum. We are now searching for a merger
candidate and/or significant acquisition.

In our opinion, we do not have available funds to satisfy our working capital
requirements. We need to raise additional capital immediately to conduct our
operations. Such additional capital may be raised through public or private
financing, as well as borrowings and other sources. We cannot guaranty that
additional funding will be available on favorable terms, if at all. If adequate
funds are not available, we may have to contemplate a plan of reorganization
and/or liquidation in the event that we do not acquire financing.

We are not currently conducting any research and development activities, other
than the search for a merger candidate. We do not anticipate conducting any
other such activities in the next three months.

We do not anticipate that we will hire any employees in the next three to six
months, unless we acquire financing. We believe our future success depends in
large part upon the success in finding a qualified merger candidate.

Liquidity and Capital Resources

We show little cash available to operate and will rely on the current officers
and directors to provide monies as needed to maintain our operations as we seek
and evaluated business opportunities.

We have had limited other financial resources available, which has had an
adverse impact on our liquidity, activities and operations. These limitations
have adversely affected our ability to obtain certain projects and pursue
additional business. Without realization of additional capital, it would be
unlikely for us to continue as a going concern. In order for us to remain a
going concern we will need to find additional capital. Additional working
capital may be sought through additional debt or equity private placements,
additional notes payable to banks or related parties (officers, directors or
stockholders), or from other available funding sources at market rates of
interest, or a combination of these. The ability to raise necessary financing
will depend on many factors, including the nature and prospects of any business
to be acquired and the economic and market conditions prevailing at the time
financing is sought. No assurances can be given that any necessary financing can
be obtained on terms favorable or at all.

                                        8
<PAGE>

Effect of Inflation

Inflation did not have any significant effect on the operations of the Company
during the quarter ended June 30, 2007. Further, inflation is not expected to
have any significant effect on future operations of the Company.

Impact of New Accounting Pronouncements

Recent Accounting Pronouncements

During 2005, there were several new accounting pronouncements issued by the
Financial Accounting Standards Board (FSAB) the most recent of which was
Statements on Financial Accounting Standards (SFAS) No. 153, Exchanges of
Nonmonetary Assets. Each of these pronouncements, as applicable, has been or
will be adopted by the Company. Management does not believe the adoption of any
of these accounting pronouncements has had or will have a material impact on the
Company's financial position or operating results.

In December 2004, the FSAB issued SFAS No. 123R, Share-Based Payments, revising
to SFAS No. 123, Accounting for Stock-Based Compensation, and superseding
Accounting Principles Board (APB) Opinion No. 25, Accounting for Stock Issued to
Employees. SFAS No. 123R establishes standards for the accounting of
transactions in which an entity exchanges its equity instruments for goods or
services, including obtaining employee services in share-based payment
transactions. SFAS No. 123R applies to all awards granted after the required
effective date and to awards modified, purchased or canceled after that date.
Adoption is effective as of the beginning of the first interim or annual
reporting period that begins after June 15, 2005. Management does not believe
the adoption of this accounting pronouncement will have a material impact on the
Company's financial position or operating results.

In 2006, the Financial Accounting Standards Board issued the following:

 - SFAS No. 155: ACCOUNTING FOR CERTAIN HYBRID FINANCIAL INSTRUMENTS
 - SFAS NO. 156: ACCOUNTING FOR SERVICING OF FINANCIAL ASSETS
 - SFAS NO. 157: FAIR VALUE MEASUREMENTS
 - SFAS NO. 158: EMPLOYERS' ACCOUNTING FOR DEFINED BENEFIT PENSION AND OTHER
                 POSTRETIREMENT PLANS

Management has reviewed these new standards and believes that they have no
impact on the financial statements of the Company.

Item 3.  CONTROLS AND PROCEDURES

Our Chief Executive Officer and Chief Financial Officer (our principal executive
officer and principal financial officer, respectively) have concluded, based on
their evaluation as of June 30, 2007, that the design and operation of our
"disclosure controls and procedures" (as defined in Rule 13a-15(e) under the
Securities Exchange Act of 1934, as amended, or the Exchange Act) are effective
to ensure that information required to be disclosed by us in the reports filed
or submitted by us under the Exchange Act is accumulated, recorded, processed,
summarized and reported to our management, including our Chief Executive Officer
and Chief Financial Officer, as appropriate to allow timely decisions regarding
whether or not disclosure is required.

During the quarter ended June 30, 2007, there were no changes in our "internal
controls over financial reporting" (as defined in Rule 13a- 15(f) under the
Exchange Act) that have materially affected, or are reasonably likely to
materially affect, our internal controls over financial reporting.

                                        9
<PAGE>

                           PART II. OTHER INFORMATION
                           --------------------------

ITEM 1.  Legal Proceedings

The Company is not a party to any legal proceedings.

ITEM 2.  Changes in Securities and Use of Proceeds

None.

ITEM 3.  Defaults upon Senior Securities

None.

ITEM 4.  Submission of Matters to a Vote of Security Holders

None.

ITEM 5.  Other Information

None.


                                       10
<PAGE>

ITEM 6.  Exhibits and Reports on Form 8-K

a) Exhibits

   Exhibit
   Number        Title of Document
   -----------------------------------------------------------------------------
    31.1      Certifications of the Chief Executive Officer and Chief Financial
              Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

    32.1      Certifications of Chief Executive Officer and Chief Financial
              Officer pursuant to 18 U.S.C.  Section 1350 as adopted pursuant to
              Section 906 of the Sarbanes-Oxley Act of 2002

b) Reports on Form 8-K

   None.


                                       11
<PAGE>

                                   SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, as amended, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.

Dated: July 23, 2007                       MOBILE NATION, INC.

                                           BY: /s/ Rex A. Morden
                                           -------------------------------------
                                           Rex A. Morden
                                           President, Chief Executive Officer,
                                           and Director (principal and
                                           executive officer)

Dated: July 23, 2007                       BY: /s/ Chancey White
                                           -------------------------------------
                                           Chancey White
                                           Secretary and Director
                                           (principal accounting officer)


                                       12
<PAGE>

EXHIBITS FILED WITH THIS REPORT ON FORM 10-QSB

       Exhibit No.       Description
      -------------      ------------------------------------------------------
           31.1          Certifications Required by Rule 13a-14(a) of the
                         Securities Exchange Act of 1934, as amended, as Adopted
                         Pursuant to Section 302 of the Sarbanes-Oxley Act of
                         2002

           32.1          Certification of Chief Executive Officer and Chief
                         Financial Officer Pursuant to 18 U.S.C. Section 1350,
                         as Adopted Pursuant to Section 906 of the Sarbanes-
                         Oxley Act of 2002


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